Chapter 14.15
CHARTERED ORGANIZATIONS
Sections:
Article I. General Provisions
14.15.040 Appointment of receiver.
14.15.050 Appointment of receiver – Notice.
14.15.060 Appointment of receiver – Hearing.
14.15.070 Receiver – Powers and authority.
14.15.080 Violation – Penalty – Jurisdiction.
14.15.090 Termination of receivership.
14.15.110 Severability – Cumulative remedies.
Article II. Port Susan Camping Club
14.15.130 Tribal sovereign immunity preserved.
Article I. General Provisions
14.15.010 Applicability.
All subordinate organizations chartered pursuant to Article VI, Sections 1(M) and/or (S) of the Constitution and Bylaws of the Tulalip Tribes (“chartered organizations”), their boards and/or other governing bodies, and their membership, as well as all business, activities and operations of such organization(s), board, other governing bodies, and/or their membership and their utilization of any lands within the exterior boundaries of the Tulalip Indian Reservation (“Reservation land”) shall be subject to the review and other provisions of this article. [Ord. 69 § 1.0, 9-12-1987].
14.15.020 Tribal powers.
The Executive Director of the Tulalip Tribes, or his designee, shall have the power, authority and duty to monitor, review, and investigate the past, present and proposed future activities, acts and/or omissions of each chartered organization, its Board of Directors or other governing body, and the member(s) of such organization, board or other governing body, for purposes of determining whether:
(1) The activities, operation or business of, and/or utilization of any Reservation land by, such chartered organization, any of its members, and/or its Board of Directors or governing entity, and/or any member thereof, is being conducted in a manner that complies with all provisions and the intent of the corporate or other charter and the bylaws of such organization, and the terms of any lease or other agreement or document governing or affecting the utilization of Tribal trust property or other Reservation land by such organization and/or its members, lessees, invitees, guests, or licensees;
(2) The activities, operation and business of, and/or utilization of any Reservation land by, such chartered organization, any of its members, and/or its Board of Directors or other governing body, and/or any member thereof, is being conducted in a manner that is in the best interests of the Tulalip Tribes, and in a manner which does not jeopardize, threaten or adversely affect the peace, safety, morals or general welfare of the Tulalip Reservation, the Tulalip Tribes, its membership, or other residents of the Tulalip Indian Reservation. [Ord. 69 § 2.0, 9-12-1987].
14.15.030 Records inquiry.
Upon written inquiry and request from the Executive Director of the Tulalip Tribes, or his designee, any chartered organization and its Board of Directors or other governing body shall, within 10 days, provide all information requested in such inquiry, and produce all books, records, or other documents requested by such inquiry. Failure to timely and fully comply with an inquiry made pursuant to this section shall constitute grounds for appointment of a receiver, in accordance with the provisions below. [Ord. 69 § 3.0, 9-12-1987].
14.15.040 Appointment of receiver.
If, at any time, as a result of monitoring, review, or investigation pursuant to TTC 14.15.020, or otherwise, the Executive Director of the Tulalip Tribes, or his designee, determines that:
(1) The activities, operation or business of, and/or utilization of any Reservation land by, such chartered organization, any of its members, and/or its Board of Directors or governing entity, and/or any member thereof, is being conducted in a manner that does not comply with all provisions of the corporate or other charter and the bylaws of such organization, and the terms of any lease or other agreement or document governing or affecting the utilization of Tribal trust property or other Reservation land by such organization and/or its members, lessees or licensees; or
(2) The activities, operation and business of, and/or utilization of any Reservation land by, such chartered organization, any of its members, and/or its Board of Directors or other governing body, and/or any member thereof, is being conducted in a manner that is not in the best interests of the Tulalip Tribes, and in a manner which does not jeopardize, threaten or adversely affect the peace, safety, morals or general welfare of the Tulalip Reservation, the Tulalip Tribes, its membership, or other residents of the Tulalip Indian Reservation; or
(3) A chartered organization has failed to fully and timely respond to a written inquiry and request made pursuant to TTC 14.15.030;
then, upon 10 days’ written notice specifying the existence of one or more of the foregoing grounds (hereinafter “violations”), the Executive Director of the Tulalip Tribes or his designee may seek appointment of a receiver by the Board of Directors of the Tulalip Tribes for purposes of assuming full management and control of the affairs, operations and assets of such chartered organization. [Ord. 69 § 4.0, 9-12-1987].
14.15.050 Appointment of receiver – Notice.
Such written notice seeking appointment of a receiver shall be filed with the Secretary of the Board of Directors of the Tulalip Tribes and served upon such chartered organization, which service may be accomplished by personal service upon any member of the Board of Directors or other governing body of such organization, and, after diligent effort, if such service cannot be made, by first class mail to such organization at its last known address. Such notice by mail shall be effective upon the day following the date of mailing.
(1) Upon receipt of such notice seeking appointment of a receiver, the Secretary of the Board of Directors of the Tulalip Tribes shall forthwith furnish such notice to the Chairman of the Board of Directors, who shall call a special meeting of the Board for purposes of conducting a hearing to determine whether the requested appointment of a receiver is necessary, proper and/or in furtherance of the best interests of the Tulalip Tribes, the Tulalip Indian Reservation, members of the Tulalip Tribes, and/or other residents of the Tulalip Indian Reservation and/or otherwise proper. The affected chartered organization shall be given not less than 10 days’ written notice of the time and place of such hearing. Such notice shall be served as provided in this section. [Ord. 69 § 5.0, 9-12-1987].
14.15.060 Appointment of receiver – Hearing.
The Board of Directors of the Tulalip Tribes shall conduct such hearing, and in doing so shall act in a quasi-judicial capacity. At such hearing, the Executive Director or his designee shall present such evidence or other information as supports the appointment of the requested receiver and the affected chartered organization, its Board of Directors or other governing body, or any member thereof may also present relevant evidence and information and have opportunity to be heard.
(1) At the conclusion of such hearing, the Board of Directors of the Tulalip Tribes shall make written findings as to whether grounds for appointment of such a receiver exist; and, if such grounds are found to exist, may appoint one or more individuals to act as receiver of such chartered organization and its assets. Such receiver shall have the powers and authority described in TTC 14.15.070. [Ord. 69 § 6.0, 9-12-1987].
14.15.070 Receiver – Powers and authority.
Upon appointment of such receiver, all powers and authority of the Board of Directors or other governing body of such chartered organization shall be deemed immediately suspended and such suspension shall continue for the duration of the receivership established. Such receiver shall have the full right, power and authority to exercise all powers and duties of the Board of Directors or other governing body of such chartered organization and to manage and control the use and disposition of its assets and shall have all other powers conferred in the appointment of the receiver pursuant to TTC 14.15.060(1). Absent written consent from the Board of Directors of the Tulalip Tribes, such receiver shall not be subject to the removal by or the control of the membership of such chartered organization. In addition, such receiver shall have full authority and power to take all actions the receiver deems necessary or proper to assure that the activities, operations and business of, and utilization of any Reservation land by, such chartered organization, or any of its members, fully comply with all terms, conditions, and intent of the corporate or other charter and bylaws of such chartered organization, and also fully comply with the terms and conditions of all leases or other agreements by which such chartered organization and/or any of its members utilize or occupy any Reservation land. Such receiver shall also have full authority and power to utilize the Tribal Court remedies established herein. [Ord. 69 § 7.0, 9-12-1987].
14.15.080 Violation – Penalty – Jurisdiction.
The Tulalip Tribal Court shall have civil jurisdiction to the fullest extent permitted by law to hear and determine cases brought and prosecuted on behalf of the Tulalip Tribes, by a receiver appointed pursuant to the terms hereof, for purposes of effecting and assuring the abatement, cessation and/or discontinuance of any violation(s) (as defined in TTC 14.15.040) by a chartered organization, or any of its members, and/or for affirmative relief necessary or appropriate to effect or assure compliance and conformity with all provisions of such organization’s charter and bylaws and/or lease or agreement under which it or its members utilize or occupy any Reservation land.
(1) A receiver appointed hereunder may prosecute such an action in the name of the Tulalip Tribes. Such action shall be commenced by filing a summons and complaint with the Clerk of the Tribal Court, and service of the same upon the individual defendants named therein. Such defendants may include any individual(s) or entity(ies) against whom such receiver believes injunctive relief is necessary or proper for purposes of assuring the abatement, cessation or discontinuance of such violation(s), or securing appropriate affirmative relief.
(2) The Tribal Court shall have full jurisdiction and authority to enter against the named defendant(s) such mandatory or prohibitory injunctive and other relief, including monetary fines, to the maximum extent permitted herein, which the Court deems necessary and/or proper to assure cessation and discontinuance of any violation(s) or to assure or cause compliance with any affirmative relief granted.
(3) The Tribal Court may impose a fine of up to $500.00 per day for each day a violation is found to have existed, and for each day such violation continues, which fine may be separately assessed against each defendant found to be wholly or partially responsible for the prior existence, or for the future existence or nonabatement, of such violation, and shall award judgment in favor of the Tulalip Tribes and against each such defendant for all costs, fees, and expenses of the receiver and receivership, and for all costs of investigation, costs of prosecution, Court costs and reasonable attorneys fees. [Ord. 69 § 8.0, 9-12-1987].
14.15.090 Termination of receivership.
The Board of Directors of the Tulalip Tribes, upon its own initiative, petition by the appointed receiver, or upon a petition of two-thirds of the actual membership of any chartered organization, may, by resolution, terminate any receivership established hereunder. Upon such termination, any actions being prosecuted in Tribal Court by such receiver shall be dismissed. Upon termination of such receivership, the Board of Directors or other governing body of the chartered organization shall resume exercise of the powers and duties specified in the charter of such organization. All costs, fees and expenses of the receivership shall be assessed against the chartered organization and be paid as a condition of termination of the receivership. [Ord. 69 § 9.0, 9-12-1987].
14.15.100 Sovereign immunity.
Nothing herein shall be deemed or constitute a waiver of the Tulalip Tribes’ sovereign immunity or consent to suit whether contained in original pleading, counterclaim, or cross-claim. [Ord. 69 § 10.0, 9-12-1987].
14.15.110 Severability – Cumulative remedies.
In the event any provision of this article is found to be invalid, such invalidity shall not affect the validity of any other portion or provision of this article. Further, the remedies and procedures herein are cumulative to any others that exist by law or provision contained within the charter of any chartered organization. [Ord. 69 § 11.0, 9-12-1987].
Article II. Port Susan Camping Club
14.15.120 Tribal Court jurisdiction granted over disputes between Port Susan Camping Club members, other persons or entities having dealings with the club, and the club, its directors, officers and managers.
The Tulalip Tribal Court is hereby granted jurisdiction to hear and decide and grant appropriate relief in all disputes arising between Port Susan Camping Club members and/or other persons or entities (including the Tulalip Tribes) having dealings with the club – on the one side – and the club, its directors, officers, and managers, on the other. The extent of liability shall be the same as that allowable under Washington State law as to nonprofit corporations of this type, their directors, officers and managers. Such State law, as now enacted, or hereafter amended, is hereby incorporated as Tribal law, to the extent not inconsistent with other Tribal law provisions. [Ord. 72 § 2, 3-4-1989].
14.15.130 Tribal sovereign immunity preserved.
Nothing herein is intended to, or shall be construed to, subject the Tribes, its Directors, employees, or agents to Tribal Court jurisdiction as defendants, in a complaint or counterclaim against them, except that the Tulalip Board of Directors member designated to serve on the Port Susan Camping Club Board, as required by Article VI, Section 6 of the Camping Club’s Charter, shall be subject to Tribal Court jurisdiction and liability to the same extent as other camping club directors. This liability shall only be as a camping club director and shall not extend to his or her acts or omissions in the capacity of a Director of the Board of the Tulalip Tribes. [Ord. 72 § 3, 3-4-1989].